Confidentiality Agreement

Confidentiality

Information and / or documentation (Information) relating to any company, restaurant, and/or location (Facility) listed below and furnished to Purchaser by National Restaurant Associates (Broker) has not been previously presented to or made available to Purchaser except through Broker.

Purchaser will not disclose any Information to anyone without prior consent of Broker.

Purchaser will not enter into any correspondence, meeting, negotiation or agreement relating to any such Facility, except through Broker.

Purchaser further acknowledges that the Information provided by Broker has been compiled by the Seller and that Broker has not conducted any independent investigation, verification or evaluation of the Information provided to Purchaser.

Broker offers no warranty or representation concerning the accuracy of Information.

Purchaser agrees to rely solely upon Purchaser’s own independent inquiry relating to any such Facility, to be conducted prior to closing.

Professional Fee:

Purchaser agrees that:

Broker will be paid its Professional Fee by the seller/lessor/lender/bankruptcy trustee (Seller) should the Purchaser or any client or affiliated or related party or entity of Purchaser buy, lease, manage, invest in, lend to, be employed by or otherwise come into possession or constructive control of any such Facility.

Payment shall be in a sum equal to Broker’s Professional Fee in effect at time of closing.

Purchaser agrees that obligation for the payment of Professional Fee by the Seller be included in any agreement which Purchaser, or any associate or affiliate of Purchaser, enters into with Seller as it relates to such Facility.

Purchaser further agrees to affirmatively cause the Professional Fee to be paid by Seller to Broker at closing. Following such payment, Purchaser will have no obligation or liability for the payment of any Professional Fee to Broker.

Purchaser will not close on any transaction on any such Facility, or on any other Facility introduced by Broker to Purchaser regardless of whether a Confidentiality Agreement was executed for that Facility, until Seller pays Broker its Professional Fee.

The purchaser represents and warrants that they have the power and authority to enter into this agreement.